Project Unity (change summary) DM#1327431 v2

Contract Structure Current Contract Structure New Contract Structure Use of the new standardized set of scope documents is mandatory for all procurement contracts across Ontario Operations (including Capital and Operating). Procurement Managing Group Managing Group/Consultant Standard Current Contract Structure (for a Services Contract) New Contract Structure (for a Services Contract) Legal Terms 1 Legal Terms 1 Master Services Agreements / Individual Agreements Effective: TBD Scope Package Commercial Terms 2 2 Technical Scope of Work Scope Package 1 General Requirements for Ontario Operations 2 3 Managing Group Requirements Technical Description of Work 3 Contract Specific Requirements 4 Scope of Work Effective: Jan 1 2018 4 Area-Specific Requirements 5 General Requirements for Ontario Operations Photo: Gabriel Lordêllo Photo: Ricardo Teles Commercial Terms 6 Photo: Tadeu Bianconi Managing Group Requirements 3 7 Area-Specific Requirements

Why? Standardized contract documents have been developed to ensure consistent management of contracted work across all sites. There must not be any contradictions or overlap between these documents. Photo: Ricardo Teles

New templates available as of: Legal & Commercial Terms The appropriate Legal & Commercial Term templates are selected by the assigned Buyer and may be edited to suit the needs of the contract. Existing Master Service Agreements will be used when changes to Legal Terms and Commercial Terms are not required. Legal & Commercial Term templates are available via the Contracts’ Corner Internal Site New templates available as of: TBD Photo: Ricardo Teles

New templates available as of: Scope Package The Scope Package is developed using one of the Part 4 Templates, at minimum, but depending on the nature of the work may also include one of the Part 3 Templates. If there will be any on-site field work, the Part 4 Template must reference the appropriate Contract Requirement Documents (Part 5, Part 6 and Part 7). Contract Sections Templates Prepared by Scope Pkg Documents Part 3 Templates Technical Description of Work – Engineering Services Managing Group/Consultant Technical Description of Work – Construction Services Consultant Technical Description of Work – Design Build Services Part 4 Templates Scope of Supply Template Managing Group Scope of Work Template *Includes a reference to the applicable Contract Requirement Documents (Part 5, Part 6, Part 7) (includes the previous Section 3 Contract Specific Requirements) Contract Requirement Documents – selected by the Managing Group General Requirements (Part 5 previously Section 1) *versions available for each Jurisdiction PDF File Managing Group Requirements (Part 6 previously Section 2) *versions available for each Managing Group PDF File(s) Area-Specific Requirements (Part 7 previously Section 4) *versions available for each Plant/Mine/Area Refer the Contracts Guideline (NAV-GP-in development) All Scope package documents are available within Project Navigator– Project Toolkit New templates available as of: Jan 1 2018 Photo: Ricardo Teles

Contract Requirement Documents All standard PDFs Contract Requirement Document sections referenced are available via the External Site (extportal.vale.com – under the Contractor Portal section)